Final Results

Bear Stearns Private Equity Limited 26 October 2007 Company Bear Stearns Private Equity Limited Headline Final Results Bear Stearns Private Equity Limited HSBC Private Bank Building, Rue du Pre, St Peter Port, Guernsey GY1 1LU 26 October 2007 Regulatory News Service London Stock Exchange London EC4M 7LS Dear Sir, Preliminary Announcement of Results for the year ended 30 June 2007. I am happy to report that BSPEL had its second consecutive year of strong performance. In its fiscal year ending 30 June 2007, the net asset value of the Equity Shares increased 34.5%, ending the period at a record $1.60 per Equity Share. The NAV of BSPEL's ZDP Shares rose 7.3%, ending the period at 47.81p per share. The share price of the Equity Shares also appreciated significantly over the year, finishing with a gain of 36.0%. Although the shares traded at a both a premium and a discount to NAV at times during the period, the shares ended the year at a 0.7% premium to the latest announced NAV as at 30 June. Moreover, behind the strength of the NAV growth during the latter part of the fiscal year, Equity Shares traded at an average 6.7% premium during the fourth quarter. ZDP Shares ended the period at premium of 3.0%. The Company ended the period with $521.2 million in net assets. Investment Activity During the course of the year, the Company was very active investing in new transactions. This investment activity was complemented by a consistent stream of distributions from existing investments. The Company purchased interests in 25 private equity funds and made four additional co-investments during the period. These investments represented total commitments of $199.3 million compared to total commitments of $140.7 million in fiscal 2006. After starting the period with $89.9 million in private equity NAV, the Company subsequently concluded fiscal 2007 with $260.0 million in private equity assets. In addition, the new investments had the effect of (i) increasing BSPEL's overall exposure to the European and Asian buyout markets, effectively decreasing its US asset base, and (ii) expanding the Company's position in the mezzanine and distressed private equity markets. Secondary Commitments The Company's investment activities continued to focus on opportunistic secondary purchases. 19 of the 25 fund investments purchased over the year were made via the secondary market. These investments represented $145.7 million in commitments, more than 73% of all capital committed during the period. Co-Investments The Company made four new direct investments this period, including BSPEL's first co-investment in an Asian company. Co-investments have performed well for BSPEL over the past two years and the Company anticipates allocating more of BSPEL's capital to these type of investments in the coming year. Primary Commitments BSPEL continues to selectively make limited primary fund commitments, focusing on funds that are either (i) attached to attractive secondary interests (a ' stapled transaction') or (ii) significantly invested at the time BSPEL makes its commitment (a 'funded primary' interest). For the period, the Company completed four stapled transactions and two funded primary investments. Capital Calls and Distributions BSPEL's private equity portfolio produced approximately $36.2 million of distributions, versus capital calls of approximately $26.7 million. The Company continues to invest with a goal of delivering consistent NAV growth and high level of distributions. Corporate Actions On 27 April 2007, the Company raised approximately $308.9 million of new monies (before expenses) by issuing an additional 201,867,774 new Equity Shares. The Placing Price per New Equity Share was $1.53, representing a 1.9% premium to the then existing Equity Share NAV of $1.50. The placing increased BSPEL's total assets from approximately $189 million to approximately $494 million, providing significant capital for deployment in the Company's private equity program. The new capital raise was sufficient to fund the Company's secondary deal flow for the remainder of 2007. The Company entered into a bridge commitment arrangement with Bear Stearns pending the completion of the placing in order to secure its acquisition of approximately $78.8 million of secondary commitments to Europe's leading mezzanine funds through a joint venture with the Bank of Scotland. The Company used a portion of the proceeds of the offering to complete the acquisition. BSPEL's Board of Directors has previously approved a policy selectively buying back shares to enhance shareholder returns. In September 2006, the Company successfully purchased 530,310 shares on the open market. In addition, the Company follows a policy of bi-annual redemptions for up to 15% of the outstanding shares. BSPEL redeemed 7,628,577 shares in January 2007 based on a 31 December 2006 NAV. Outlook Not withstanding the well-publicised issues relating to the global debt capital markets, the Company remains optimistic that it is well positioned to perform in a turbulent market environment. The Company has focused on lower middle market transactions purchased at discounted multiples, and pursued several investments with the specific purpose of benefiting from a tightening credit market. BSPEL now stands with sufficient capital to opportunistically pursue transactions resulting from recent market fluctuations. In the near term, the Company may deploy capital in special situations investments and seek to acquire assets that are deemed value investments. The Company will continue to emphasise the development of a diverse, seasoned pool of private equity assets consistent with its current portfolio of 66 funds and over 900 companies. Trevor Ash Chairman 25 October 2007 Company Balance Sheet at 30 June 2007 30/6/2007 30/6/2006 £'000 £'000 Non-current assets Investments 105,401 48,598 Subsidiaries 24,232 - 129,633 48,598 Current assets Cash and cash equivalents 131,931 40,216 Receivables 500 88 132,431 40,304 Current liabilities Payables and accruals (2,630) (407) Net current assets 129,801 39,897 Non-current liabilities Zero dividend preference shares (28,433) (26,497) Net Assets 231,001 61,998 Represented by: Share Capital 29 9 Reserves 230,972 61,989 231,001 61,998 NAV per Equity share £0.80 £0.64 Consolidated Balance Sheet at 30 June 2007 30/6/2007 £'000 Non-current assets Investments 150,460 Current assets Cash and cash equivalents 132,177 Receivables 500 132,677 Current liabilities Payables and accruals (2,768) Net current assets 129,909 Non-current liabilities Zero dividend preference shares (28,433) Loan (14,876) (43,309) Net assets 237,060 Represented by: Share Capital 29 Reserves 230,972 Total equity attributable to equity holders of the Company 231,001 Minority Interest 6,059 Total equity 237,060 NAV per Equity share £0.80 Company Income Statement for the year end 30 June 2007 01/07/2006 28/04/2005 to to 30/06/2007 30/06/2006 £'000 £'000 Income Interest income 1,802 1,246 Expenses Investment management fee (1,234) (555) Valuers' fees - (74) Administrative fee (117) (83) Audit fee (15) (14) Directors' fees (67) (58) Performance fee (2,069) (203) Other expenses (736) (147) Total Expenses (4,238) (1,134) Net (loss)/profit before finance costs (2,436) 112 Finance costs Interest payable (2,013) (1,385) Gains from investments Net gains on investments 31,593 7,459 Unrealised gain on Subsidiaries 3,596 - Profit for the period 30,740 6,186 Basic earnings per share 24.0p 10.6p All items in the above statement are derived from continuing operations. Consolidated Income Statement for the year end 30 June 2007 01/07/2006 to 30/06/2007 £'000 Income Interest income 1,802 Expenses Investment management fee (1,234) Valuers' fees - Administrative fee (117) Audit fee (15) Directors' fees (67) Performance fee (2,069) Other expenses (859) Total Expenses (4,361) Net loss before finance costs (2,559) Finance costs Interest payable (2,947) Gains from investments Net gains on investments 37,306 Profit for the period 31,800 Attributable to equity holders of the Company 30,711 Attributable to minority interests 1,089 31,800 Basic earnings per share 24.0p All items in the above statement are derived from continuing operations. Company Statement of Changes in Equity for the period ended 30 June 2006 Share Share Accumulated Capital Currency Special Total Capital Premium Losses Reserve Translation Distributable Reserve Reserve £'000 £'000 £'000 £'000 £'000 £'000 £'000 At 28 April 2005 - - - - - - - (Date of Incorporation) Issue of equity 9 59,144 - - - - 59,153 shares Redemption of (298) - - - - (298) equity shares Issue costs - (1,586) - - - - (1,586) Reduction of - (57,260) - - - 57,260 - share premium Effect of - - - - (1,457) - (1,457) translation to presentation currency Movement for the - - (1,273) 7,459 - - 6,186 period At 30 June 2006 9 - (1,273) 7,459 (1,457) 57,260 61,998 Company Statement of Changes in Equity for the year ended 30 June 2007 Share Share Accumulated Capital Currency Capital Special Total Capital Premium Losses Reserve Translation Redemption Distributable Reserve Reserve Reserve £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 At 1 July 2006 9 - (1,273) 7,459 (1,457) - 57,260 61,998 Issue of equity 21 157,327 - - - - - 157,348 shares Redemption of (1) - - - - - (5,968) (5,969) equity shares Transfer to - - - - - 1 (1) - capital redemption reserve Issue costs - (2,998) - - - - - (2,998) Effect of - - - - (10,118) - - (10,118) translation to presentation currency Movement for - - (4,449) 35,189 - - - 30,740 the year At 30 June 2007 29 154,329 (5,722) 42,648 (11,575) 1 51,291 231,001 Consolidated Statement of Changes in Equity for the year ended 30 June 2007 Accum- Currency Capital Special Minority Share Share ulated Capital Translation Redemption Distrib- Total Interest Total Capital Premium Losses Reserve Reserve Reserve utable £'000 £'000 £'000 £'000 £'000 £'000 Reserve £'000 £'000 £'000 £'000 At 1 July 9 - (1,273) 7,459 (1,457) - 57,260 61,998 - 61,998 2006 Issue of 21 157,327 - - - - - 157,348 - 157,348 equity shares Redemption of (1) - - - - - (5,968) (5,969) - (5,969) equity shares Transfer to - - - - - 1 (1) - - - capital redemption reserve Issue Costs - (2,998) - - - - - (2,998) - (2,998) Effect of - - - - (10,089) - - (10,089) (40) (10,129) translation ofpresentation currency Movement for - - (5,317) 36,028 - - - 30,711 1,089 31,800 the year Issue of - - - - - - - - 5,010 5,010 shares in subsidiary to minority interests At 30 June 29 154,329 (6,590) 43,487 (11,546) 1 51,291 231,001 6,059 237,060 2007 Company Statement of Cash Flows for the year ended 30 June 2007 01/07/2006 28/04/2005 to to 30/06/2007 30/06/2006 £'000 £'000 Operating activities Profit for the period 30,740 6,186 Adjustments for: Interest income (1,802) (1,246) Interest expense 2,013 1,385 Net gains on investments (31,593) (7,459) Unrealised gains from subsidiaries (3,596) - Operating cash flows before changes in working capital (4,238) (1,134) Increase in receivables (109) (92) Increase in payables 2,343 423 Cash flows from operating activities (2,004) (803) Investing activities Purchase of investments (46,219) (54,064) Return of capital from investments 14,745 11,484 Investment in subsidiary (21,588) - Interest received 1,802 1,246 Cash flows from investing activities (51,260) (41,334) Financing activities Proceeds on issue of equity shares 157,348 59,153 Equity shares buy back (5,969) (298) Issue costs (2,998) (1,586) Proceeds from issue of zero dividend preference shares - 25,163 Cash flows from financing activities 148,381 82,432 Net increase in cash and cash equivalents 95,117 40,295 Cash and cash equivalents at 30 June 2006 40,216 - Effects of exchange difference arising from cash and cash equivalents (3,402) (79) Cash and cash equivalents at 30 June 2007 131,931 40,216 Consolidated Statement of Cash Flows for the year ended 30 June 2007 01/07/2006 to 30/06/2007 £'000 Operating activities Profit for the year 31,800 Adjustments for: Interest income (1,802) Interest expense 2,947 Net gains on investments (37,306) Operating cash flows before changes in working capital (4,361) Increase in receivables (109) Increase in payables 2,487 Cash flows from operating activities (1,983) Investing activities Purchase of investments (87,334) Return of capital from investments 14,745 Interest received 1,802 Cash flows from investing activities (70,787) Financing activities Proceeds on issue of equity shares 157,348 Equity shares buy back (5,969) Issue costs (2,998) Loan proceeds received 15,490 Interest paid (759) Issue of shares in subsidiary to minority interest 5,010 Cash flows from financing activities 168,122 Net increase in cash and cash equivalents 95,352 Cash and cash equivalents at 30 June 2006 40,216 Effects of exchange difference arising from cash and cash equivalents (3,391) Cash and cash equivalents at 30 June 2007 132,177 Statement of compliance This report has been prepared in accordance with International Financial Reporting Standards ('IFRS') issued and adopted by the International Accounting Standards Board (the 'IASB'), interpretations issued by the International Financial Reporting Interpretations Committee, applicable legal and regulatory requirements of Guernsey Law and the Listing Rules of the UK Listing Authority. Basis of Preparation This report is presented in sterling, rounded to the nearest thousand. The accounting policies have been consistently applied to the results, assets, liabilities and cash flows of the company. The preparation of this report in conformity with IFRS, requires management to make judgement, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. This information is provided by RNS The company news service from the London Stock Exchange
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